EXHIBIT 10.13

                              STANDARD OFFICE LEASE
                                Village Galleria
                                ----------------


         Landlord leases to Tenant and Tenant rents from Landlord the Premises
described below upon the following terms and conditions:

                            1.  BASIC LEASE PROVISIONS


Date     March 20, 2003
         --------------

1.0      Landlord:    R. T. Nahas Company, a California corporation
                      ----------------------------------------------------------
         Tenant:      Service 1st Bank, a California corporation
                      ----------------------------------------------------------
         Trade Name:  Service 1st Bank
                      ----------------------------------------------------------
2.0      Premises:    3533 Jamison Way, Castro Valley, CA 94546
                      ----------------------------------------------------------
         Dimensions of Premises:  20' x 42'  Approximate Area: 840 sq. ft.
                                  ---------                    ----------------
3.0      Use of Premises:  For use as a banking and financial services business,
                           general office purpose and related uses and for no
                           other purpose without express written consent from
                           Landlord
                           -----------------------------------------------------
4.0      Lease Term:  Twenty Four (24) Full Months
                      ----------------------------------------------------------
         Commencement Date:  April 1, 2003    Termination Date: March 31, 2005
                             ---------------                    ----------------
5.0      Monthly Rental Charges:

         5.1      Gross Rent:  $1,260.00
                               -------------------------------------------------
         5.2      Consumer Price Index Adjustment Dates:  Annually
                                                          ----------------------
         5.3      Base Date:   April 2003
                               -------------------------------------------------
6.0      Security Deposit:  $1,260.00
                            ----------------------------------------------------
7.0      Utilities:   Tenant pays from own meter
                      ----------------------------------------------------------
8.0      General Liability Insurance (combined single limit):  $500,000
                                                               -----------------
         Exhibits Incorporated into Lease:    "A"  Premises
                                              "B"  Commencement and Termination
                                              [Omitted by client]
                                              "D"  Arbitration

         Addresses for Notices:

         TO LANDLORD:  20630 Patio Drive, Castro Valley, CA 94546 (510) 881-8777
                       ---------------------------------------------------------
         TO TENANT:    60 W. Tenth Street, Tracy, CA 95376
                       ---------------------------------------------------------

         Each reference in this Lease to any of the Basic Lease Provisions shall
         be construed to include the provisions of the applicable Sections of
         this Lease where said Basic Lease Provisions are more fully set forth.

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2.       Premises.
         --------

         2.1      Landlord hereby leases to Tenant, and Tenant hereby leases
                  from Landlord, those certain premises (the "Premises")
                  described in Section 2.0 and outlined in red on Exhibit A,
                  attached hereto and incorporated herein.

         2.2      The net rentable area of the Premises shall be determined in
                  accordance with the standards applied to full floor users by
                  the Building Owner's and Managers Association International.

         2.3      This Lease is subject to and conditioned upon all of the
                  terms, covenants and conditions set forth herein, and Tenant
                  covenants as a material part of the consideration for this
                  Lease and as a condition hereof to keep and perform each and
                  all of said terms, covenants and conditions.

3.       Use of Premises.
         ---------------

         3.1      The Premises shall be used and occupied for the purpose set
                  forth in Section 3.0 and for no other purposes without the
                  prior written consent of the Landlord. Any unauthorized or
                  illegal uses shall constitute a breach of this Lease. Tenant
                  shall not use the Premises or allow the Premises to be used so
                  as to create waste or constitute a nuisance, or disturb other
                  tenants located in the Building.

         3.2      Except as otherwise provided in this Lease, Tenant hereby
                  accepts the Premises in their condition existing as of the
                  Lease Commencement Date or the date that Tenant takes
                  possession of the Premises and any easements, covenants or
                  restrictions of record, and accepts this Lease subject hereto
                  and to all matters disclosed thereby and by any exhibits
                  attached hereto. Tenant acknowledges that it has satisfied
                  itself by its own independent investigation that the Premises
                  are suitable for its intended use, and that neither Landlord
                  nor Landlord's agents has made any representation or warranty
                  as to the present or future suitability of the Premises or
                  common areas for the conduct of Tenant's business.

4.       Lease Term.
         ----------

         4.1      The Term of this Lease shall be as specified in Section 4.0 of
                  the Basic Lease Provisions, subject to adjustment by Exhibit
                  B.

         4.2      Commencement Date. If the premises shall be under construction
                  or major remodeling when this Lease is executed, Tenant's
                  rental obligation shall commence on the Commencement Date set
                  forth in Section 4.0 or 30 days after notification to Tenant
                  that Landlord's construction is complete, or when Tenant
                  occupies the Premises, whichever first occurs. The term of
                  this Lease shall be adjusted to reflect any change in the
                  Commencement Date from that set forth above.

         4.3      If Landlord is unable for any reason to deliver possession of
                  the premises to Tenant on the Lease commencement date, this
                  Lease shall not be void or voidable for a period of 120 days.
                  Landlord shall not be liable to Tenant for any loss or damage
                  resulting from any delay, but all rent due shall abate until
                  Landlord delivers possession of the premises for a period of
                  time equal to the delay. If Landlord is unable to deliver
                  possession of the premises within the above limits, this Lease
                  may be cancelled by Landlord or Tenant by written notice to
                  the other prior to the date possession is delivered to Tenant.
                  If so cancelled, the Landlord shall refund any security
                  deposit and advance rent paid by Tenant, but neither party
                  shall have any further liability to the other arising out of
                  or related to this Lease.

         4.4      If Tenant occupies the Premises prior to said Commencement
                  Date, such occupancy shall be subject to all provisions of
                  this Lease, such occupancy shall not change the termination
                  date, and Tenant shall pay rent for such occupancy on a
                  pro-rata basis. Early access by Tenant for purposes of
                  installing its fixtures, telecommunications system and other
                  equipment shall not constitute occupancy by Tenant.

         4.5      Uncertain Commencement. In the event Commencement of the Lease
                  term is defined as the completion of the improvements, Tenant
                  and Landlord shall execute Exhibit "B" establishing the date
                  of Delivery of possession or the actual taking of possession
                  by Tenant, whichever occurs first, as the Commencement Date.

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         4.6      The Termination Date as established in Section 4.0 is the last
                  day of Tenant's possession of the Premises. Unless this Lease
                  has been extended by mutual agreement of the Landlord and
                  Tenant, Tenant must have performed all Tenant obligations,
                  both legal and monetary, and have terminated his possession of
                  the Premises and delivered the key to Landlord by 12:00
                  midnight on this date.

5.       Rent.
         ----

         5.1      Tenant shall pay to the Landlord, for each full calendar month
                  of the Lease term, rent in amounts stated in the BASIC LEASE
                  PROVISIONS, Section 5.0, and as may be adjusted throughout the
                  Lease term. Such payments shall be payable in advance on the
                  first day of each calendar month and shall be delinquent on
                  the fifth of that month. Payments shall be made without any
                  deduction or offset. Rent for partial months shall be
                  prorated. Rent shall be payable in lawful money of the United
                  States to Landlord at the address stated herein or to such
                  other persons or at such other places as Landlord may
                  designate in writing.

         5.2      Tenant agrees that on each anniversary of the Lease
                  commencement date (determined pursuant to Section 4 of this
                  Lease) the monthly GROSS RENT shall be adjusted upward for the
                  following Lease year by the same proportion of change in the
                  CONSUMER PRICE INDEX, all items, published by the US
                  DEPARTMENT OF LABOR, BUREAU OF LABOR STATISTICS, comparing the
                  anniversary month with the same month of the prior year. In
                  the event said Index is changed or discontinued, the most
                  early comparable official price index of the United States
                  Government shall be used for computing the foregoing
                  adjustment to base rent, after converting the existing Index
                  as of the base rate to the new index.

6.       Security Deposits
         -----------------

         Upon the execution of this Lease, there shall be due and owing from
         Tenant to Landlord a security deposit in the amount set forth in
         Section 1.6 which shall secure the performance of Tenant's obligation
         hereunder. Tenant shall not have the right to apply the security
         deposit or any portion thereof in payment of the last month's rent or
         any other obligations of this Lease. If Tenant is not in default under
         any of the terms and conditions of this Lease and leaves the premises
         in a clean and serviceable condition, Tenant shall be entitled to a
         refund of any portion of said security deposit remaining, after
         deduction by Landlord of sums due it by Tenant. Such refund shall be
         sent to Tenant within two weeks following termination of its tenancy.

7.       Utilities
         ---------

         Tenant shall pay for all utilities and materials and services which may
         be furnished to or used in or about the leased premises during the term
         of this lease.

         If Landlord shall elect to furnish any utility services to the
         Premises, Tenant shall reimburse Landlord for the costs of such
         services so long as the rates charged by Landlord do not exceed those
         which Tenant would be required to pay if such services were furnished
         directly by a public utility. Landlord shall not be liable for any
         failure or interruption of any utility service being furnished to the
         Premises, and no such failure or interruption shall entitle the Tenant
         to terminate this Lease. A failure of Landlord to bill Tenant for
         utilities shall not constitute a waiver of Landlord's right to collect
         these utility charges, or otherwise release Tenant from its obligation
         to pay them.

8.       Insurance.
         ---------

         8.1      Tenant shall maintain, during the Lease Term, property damage,
                  public liability insurance as set forth in Section 8.0 of the
                  BASIC LEASE PROVISIONS. In addition to the above, Tenant shall
                  have plate glass insurance sufficient for the replacement of
                  the plate glass at the Premises together with other ancillary
                  charges related to damaged plate glass. Said policies shall
                  name Landlord as Additional Insured with the proper
                  endorsement attached and containing all applicable insuring
                  provisions, and shall provide that Landlord will receive at
                  least thirty (30) days' written notice prior to the
                  cancellation of any such policy. Tenant shall maintain "All
                  Risk" fire insurance covering the insurable value of its stock
                  and trade, furniture, fixtures and any leasehold improvements.
                  The Tenant shall furnish the Landlord with certificates of
                  insurance prior to undertaking occupancy and prior to any
                  renewal date of each policy during the term of the Lease.
                  Landlord shall procure and maintain in full force and effect
                  during the Lease term one or more policies of insurance
                  causing the building in which the Premises is situated to be
                  insured at not less than the coverage afforded by a standard
                  fire and extended coverage insurance policy (broad form,
                  extended risk coverage) for the full replacement cost of the
                  building, and commercial general liability insurance in an
                  amount not less than $2,000,000 combined single limit. At

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                  Tenant's request, Landlord shall provide Tenant with a copies
                  of such policies and/or certificates evidencing the same.

         8.2      Tenant shall not permit any activities to be conducted in the
                  Premises, which would cause suspension, cancellation or
                  increase in premium for any insurance policies carried by
                  Landlord.

         8.3      Subrogation.
                  -----------

                  Landlord and Tenant hereby waive any right that each may have
                  against the other on account of any loss or damage arising in
                  any manner which is covered by policies of insurance for fire
                  and extended coverage, theft, public liability, workers'
                  compensation or other insurance now or hereafter existing
                  during the term hereof. The parties each agree to have their
                  respective insurance companies waive any right of subrogation
                  that such companies may have against Landlord or Tenant, as
                  the case may be.

         8.4      Tenant shall at its own cost and expense defend, indemnify and
                  hold Landlord harmless from any and all loss, expense,
                  liability and claims arising in whole or in part from any act,
                  omission or negligence of the Tenant or its contractors,
                  licensees, agents, customers or employees or arising from any
                  accident, injury or damage whatsoever caused to any person or
                  property occurring in, on, or about the premises, adjoining
                  sidewalks and any loading dock used predominantly by Tenant
                  and including all costs, expenses and attorney's fees in
                  connection with such loss.

9.       Parking.
         -------

         The Parking areas, or designated portions thereof, may be for the use
         of the Tenants of the Building and, to the extent designated by
         Landlord, the employees, agents, customers and invitees of said
         Tenants. All parking rights shall be subject to the rules, regulations,
         charges, rates, validation and identification systems set forth by
         Landlord from time to time.

10.      Alterations and Improvements.
         ----------------------------

         Tenant shall not create any openings in the roof or exterior walls, nor
         make any structural alterations, additions or improvements to the
         premises without the prior written consent of the Landlord. All
         alterations, installations, additions and improvements, including
         fixtures and improvements, whether temporary or permanent in character,
         made in, to or on the premises, with or without Landlord's permission,
         except unattached, movable trade fixtures and office furniture shall
         immediately, upon the installation thereof, become and be the property
         of Landlord and shall remain upon and be surrendered with the premises,
         except that Landlord shall notify Tenant in writing thirty (30) days
         prior to the termination of this Lease whether Landlord desires to have
         the premises, or any part thereof, restored to the condition that they
         were in prior to the making of such additions, alterations,
         installations and improvements, and if Landlord shall so desire, then
         Tenant shall forthwith restore said premises or such part or parts
         thereof and repair any damage caused by Tenant, if necessary, to
         restore said premises to their original condition, excepting only
         normal wear and tear, entirely at its own expense. Tenant shall have
         the right to erect or install shelves, bins and other trade fixtures
         provided that Tenant complies with all applicable governmental laws,
         and such may be removed at the termination of this Lease so long as
         Tenant shall, prior to the termination of this Lease, repair any damage
         caused by such removal.

         Any alterations, improvements, additions or utility installations in or
         about the Premises that Tenant shall desire to make shall be presented
         to Landlord in written form, with detailed plans. If Landlord shall
         give its consent to Tenant's making such alteration, improvement,
         addition or utility installation, the consent shall be deemed
         conditioned upon Tenant acquiring a permit to do so from the applicable
         governmental agencies, furnishing a copy thereof to Landlord prior to
         the commencement of the work, and compliance by Tenant with all
         conditions of said permit in a prompt and expeditious manner.

         Should Landlord permit Tenant to make its own alterations,
         improvements, additions or utility installations, Tenant shall use only
         such contractor as has been expressly approved by Landlord and Landlord
         may require Tenant to provide Landlord, at Tenant's sole cost and
         expense, a lien and completion bond in an amount equal to one and
         one-half the estimated cost of such improvement, to insure Landlord
         against any liability for mechanic's and materialmen's liens and to
         ensure completion of the work.

         Landlord reserves the right to install new or additional utility
         facilities throughout the Premises, including such utilities as
         plumbing, electrical systems, communication systems, and fire
         protection and burglar alarm, so long as such installations do not
         unreasonably interfere with Tenant's use of the Premises.

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1l.      Maintenance of Common Area and Premises
         ---------------------------------------

         11.1     The term "Common Area" is defined as all areas and facilities
                  outside the Premises and within the exterior boundary line of
                  the Shopping Center that are provided and designated by the
                  Landlord from time to time for the general non-exclusive use
                  of Landlord, Tenant and of other tenants of the Shopping
                  Center and their respective employees, suppliers, shippers,
                  customers and invitees including, but not limited to, common
                  entrances, lobbies, corridors, stairways and stairwells,
                  public restrooms, elevators, escalators, parking areas to the
                  extent not otherwise prohibited by this Lease, loading and
                  unloading areas, trash areas, roadways, sidewalks, walkways,
                  parkways, ramps, driveways, landscaped areas and decorative
                  walls.

         11.2     Landlord shall manage, police, insure, repair and maintain all
                  parking areas, sidewalks, landscaping and lighting facilities
                  within the Common Area in a manner which shall be at the sole
                  discretion of Landlord. Landlord shall have the right to adopt
                  rules and regulations from time to time with respect to use of
                  parking or other common areas and Tenant agrees to abide by
                  these rules and regulations. The cost to Landlord for
                  maintaining Common Area is included in their gross rent in
                  Section 5.1. Landlord shall repair and maintain to the extent
                  not covered by insurance maintained by Landlord the structural
                  portions of the Building in which the Premises are situated,
                  including the exterior walls, underflooring and roof, rough
                  plumbing, heating, air conditioning and electrical systems
                  installed or furnished by Landlord, unless such maintenance
                  and repair become necessary in whole or in part due to the
                  act, neglect, fault or omission of any duty by the Tenant, its
                  employees, agents, customers or invitees, or due to damage
                  caused by a breaking and entering, in which case, Tenant shall
                  pay to Landlord the reasonable cost of such maintenance and
                  repair. Landlord shall not be liable for any failure to make
                  any repair or to perform any maintenance unless such failure
                  shall persist for an unreasonable time after written notice
                  for the need for such repair or maintenance is given to
                  Landlord by Tenant.

         11.3     Tenant shall, at its own expense, maintain the Premises in
                  good condition and repair during the entire term hereof,
                  including finish plumbing, electrical windows, doors, exterior
                  store signage, interior fixtures, lighting and the interior of
                  the Premises in general. Tenant shall not (a) install any
                  interior lighting or decorations, or do any painting, or build
                  any fences, or make any changes to the store front, show
                  windows or shadow boxes without obtaining Landlord's prior
                  written consent, which consent shall not be unreasonably
                  withheld; (b) erect or install any exterior or interior window
                  or door signs or advertising media, window or door lettering,
                  or placards not previously approved by Landlord; (c) keep or
                  display personal property on, or otherwise obstruct, the
                  Common Areas; (d) solicit business or distribute handbills or
                  other advertising matter in the Common Areas; or (e) use any
                  loud speakers, phonographs or radio broadcasts that can be
                  heard outside the Premises; and any such objectionable
                  advertising, noise, display or other media shall be
                  immediately removed or terminated upon request of the
                  Landlord.

12.      Services and Utilities.
         ----------------------

         12.1     Tenant shall not make connection to the utilities except by or
                  through existing outlets and shall not install or use
                  machinery or equipment in or about the Premises that uses
                  excess water, lighting or power, or suffer or permit any act
                  that causes extra burden upon the utilities or services,
                  including but not limited to security services, over standard
                  office usage for the Office Building. Landlord shall require
                  Tenant to reimburse Landlord for any excess expenses or costs
                  that may arise out of a breach of this subparagraph by Tenant.
                  Landlord may, in its sole discretion, install at Tenant's
                  expense, supplemental equipment and/or separate metering
                  applicable to Tenant's excess usage or loading.

13.      Landlord's Right of Entry.
         -------------------------

         Landlord and its authorized agents shall have the right to enter the
         leased Premises during normal working hours for the purpose of
         inspecting the general conditions and state of repair of the Premises,
         making repairs required of Landlord or showing the Premises to any
         prospective purchaser or Tenant.

         Tenant agrees to permit the Landlord at any time within 60 days prior
         to the expiration of this Lease to place upon or in the windows of said
         Premises the usual or ordinary "To Let" or "To Lease" signs.

         Except in the case of an emergency, Landlord shall give Tenant not less
         than twenty-four (24) hours notice prior to entering the Premises. In
         case of an emergency, Landlord shall use reasonable efforts to notify
         Tenant prior to entering the Premises. Landlord may show the Premises
         to prospective tenants only during the last six (6) months of the Term
         or during any period that Tenant is in default. Landlord shall observe
         Tenant's reasonable security measures and acknowledges that Landlord

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         may not be permitted access to certain portions of the Premises without
         being escorted by Tenant. Landlord shall use reasonable efforts to
         minimize any interference with the conduct of Tenant's business in the
         Premises. Landlord shall reimburse Tenant, within ten (10) days after
         demand, for any damage to Tenant's equipment, furniture, trade fixtures
         or other property in the Premises caused by activities of Landlord, its
         employees, agents, contractors or invitees, in or about the Premises.

14.      Assignment and Subletting.
         -------------------------

         Tenant shall not assign this lease or any right hereunder nor sublet
         the premises, nor permit any concessionaire to operate the premises
         without the prior written consent of the Landlord, which consent shall
         not be unreasonably withheld. No consent to an assignment or sublease
         or permitting any concessionaire to operate in the premises shall
         constitute a waiver of this paragraph. In the event of an assignment or
         sublease, the Tenant shall remain fully obligated under this Lease.

15.      Default and Remedies.
         --------------------

         15.1     Tenant shall be in default under this Lease on the occurrence
                  of any of the following events:

                  (a)      Tenant abandons or vacates the Premises for a period
                           of ten (10) or more consecutive days during which the
                           building is otherwise open;

                  (b)      Tenant fails to pay the rent or any other sums
                           required to be paid hereunder where such failure
                           continues for three (3) or more days after Tenant is
                           given written notice of the delinquency;

                  (c)      Tenant's failure to observe and perform any other
                           provision of this Lease to be observed or performed
                           by Tenant where, if such failure is susceptible of
                           being cured, such failure continues for fifteen (15)
                           or more days after written notice thereof by Landlord
                           to Tenant; provided, however, that if the nature of
                           the failure is such that the same cannot reasonably
                           be cured within such fifteen (15) day period, Tenant
                           shall not be deemed to be in default unless Tenant
                           fails to commence to cure within such fifteen (15)
                           day period and thereafter diligently prosecute the
                           same to completion;

                  (d)      Tenant makes any general assignment or general
                           arrangement for the benefit of creditors; the filing
                           by or against Tenant of a petition to have Tenant
                           adjudged a bankrupt or of a petition for
                           reorganization or arrangement under any law relating
                           to bankruptcy (unless, in the case of a petition
                           filed against Tenant, the same is dismissed within
                           sixty (60) days after filing); the appointment of a
                           trustee or receiver to take possession of
                           substantially all of Tenant's assets located at the
                           Premises or of Tenant's interest in this Lease, where
                           possession is not restored to Tenant within sixty
                           (60) days; or the attachment, execution or other
                           judicial seizure of substantially all of Tenant's
                           assets located at the Premises or of Tenant's
                           interest in this Lease, where such seizure is not
                           discharged within sixty (60) days.

         15.2     Any amount due from Tenant to Landlord hereunder which is not
                  paid when due shall bear interest at the rate of 18% per annum
                  or 1 1/2% per month (assessed on any fraction thereof) from
                  the date due until the date paid, said interest to start on
                  the 5th day following date due. Payment of such interest shall
                  not excuse or cure any default by Tenant under this Lease.

16.      Landlord Defense and Payment of Attorney's Fees.
         -----------------------------------------------

         (a)      If the Landlord is involuntarily made a party defendant to any
                  litigation concerning this Lease, the demised premises, the
                  premises of which the demised premises form a part, or the
                  tenancy hereby created, Tenant shall provide for Landlord's
                  defense and hold Landlord harmless for any award or settlement
                  arising from said litigation.

         (b)      In the event that either Landlord or Tenant should bring suit
                  for the possession of the Premises, for the recovery of any
                  sum due under this Lease, or because of the breach of any
                  provision of this Lease or for any other relief against the
                  other arising out of this Lease, then all costs and expenses,
                  including reasonable attorneys' fees, incurred by the
                  prevailing party therein shall be paid by the other party
                  which obligation on the part of the other party shall be
                  deemed to have accrued on the date of the commencement of such
                  action and shall be enforceable whether or not the action is
                  prosecuted to judgment.

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17.      Subordination.
         -------------

         Without the necessity of any additional document being executed by
         Tenant for the purpose of effecting a subordination, this Lease shall
         be subject and subordinate at all times to: (a) all ground leases or
         underlying leases which may now exist or hereafter be executed
         affecting the Building or the land upon which the Building is situated,
         or both, and (b) the lien of any mortgage or deed of trust which may
         now exist or hereafter be executed in any amount for which said
         Building, land, ground leases or underlying leases or Landlord's
         interest or estate in any of said items is specified as security.
         Notwithstanding the foregoing, Landlord shall have the right to
         subordinate or cause to be subordinated any such ground leases or
         underlying leases or any such liens to this Lease. In the event that
         any ground lease or underlying lease terminates for any reason or any
         mortgage or deed of trust is foreclosed or a conveyance in lieu of
         foreclosure is made for any reason, Tenant shall, notwithstanding any
         subordination, attorn to and become the Tenant of the successor in
         interest to Landlord, at the option of such successor in interest.
         Tenant covenants and agrees to execute and deliver, upon demand by
         Landlord and in the form requested by Landlord, any additional
         documents evidencing the priority or subordination of this Lease with
         respect to any such ground leases or underlying leases or the lien of
         any such mortgage or deed of trust. Tenant hereby irrevocably appoints
         Landlord as attorney-in-fact of Tenant to execute, deliver and record
         any such documents in the name and on behalf of Tenant, provided,
         however, that the termination of any such underlying lease or the
         foreclosure (whether by trustee's sale, judicial proceeding or
         deed-in-lieu thereof) of such lien which is hereafter executed shall
         not terminate Tenant's right to quiet possession of the Premises under
         this Lease so long as Tenant is not then n default of any of its
         obligations under this Lease.

18.      Estoppel Certificates.
         ---------------------

         Within ten (10) days following any written request which Landlord may
         make from time to time, Tenant shall execute and deliver to Landlord a
         settlement certifying: (a) the date of commencement of this Lease; (b)
         the fact that this Lease is unmodified and in full force and effect (or
         if there have been modifications hereto, that this Lease is in full
         force and effect, as modified, and stating the date and nature of such
         modifications; (c) the date to which the rent and other sums payable
         under this Lease have been paid; (d) the fact that there are not
         current defaults under this Lease by either Landlord or Tenant except
         as specified in Tenant's statement, and (e) such other matters
         concerning this Lease requested by Landlord. Landlord and Tenant intend
         that any statement delivered pursuant to this paragraph may be relied
         upon by any mortgagee, beneficiary, purchaser or prospective purchaser
         of the Building or any interest therein.

19.      Destruction of Premises.
         -----------------------

         If the building in which the leased premises are situated shall be
         damaged or destroyed by fire or other casualty prior to one year before
         the expiration of this Lease, and provided that the Landlord, in his
         sole discretion, determines that repairs can reasonably be made within
         90 days, the Landlord shall forthwith repair the premises and the
         building and the Tenant shall be entitled to a proportionate reduction
         of base rent during the period from the date the damage occurred until
         possession of the Premises is restored to Tenant with all repairs
         completed based upon the extent to which the damage and the making of
         the repairs shall interfere with the business of the Tenant. If the
         Landlord determines that such repairs cannot reasonably be made within
         90 days, or if said damage occurs within one year of the termination of
         this lease, the Landlord may at its option make the repairs within a
         reasonable time, this Lease continuing in full force and effect but
         with a proportionate reduction in Base Rent based on the extent of
         interference with the Tenant's business, but if the Landlord does not
         elect to make such repairs or such repairs cannot be made, this Lease
         may be terminated at the option of either party.

20.      Condemnation.
         ------------

         If the entire premises, or so much thereof as to make the balance not
         reasonably adequate for the conduct of the Tenant's business, shall be
         taken under the power of eminent domain, this Lease shall automatically
         terminate as of the date on which the condemning authority takes
         possession.

21.      Other General Provisions.
         ------------------------

         21.1     Compliance with law.
                  -------------------

                  Tenant shall not do anything or suffer anything to be done in
                  or about the Premises which will in any way conflict with any
                  law, statute, ordinance or other governmental rule, regulation
                  or requirement now in force or which may hereafter be enacted
                  or promulgated. At its sole cost and expense, Tenant shall
                  promptly comply with all said governmental measures and also
                  with the requirement of any board of fire underwriters or

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<PAGE>

                  other similar body now or hereafter constituted to deal with
                  the condition, use or occupancy of the Premises, excluding
                  structural changes not related to or affected by Tenant's
                  alterations, additions or improvements of Tenant's acts. The
                  judgment of any court of competent jurisdiction or the
                  admission of Tenant in any judicial action, regardless of
                  whether Landlord is a part thereto, that Tenant has violated
                  any of the said governmental measures or requirements shall be
                  conclusive of that fact as between Landlord and Tenant.

         21.2     Notices.
                  -------

                  Any notice required or permitted to be given hereunder shall
                  be in writing and may be given by personal delivery or by
                  certified or registered mail, and shall be deemed sufficiently
                  given if delivered or addressed to Tenant or to Landlord at
                  the address noted. Mailed notices shall be deemed given upon
                  actual receipt at the address required, or forty-eight hours
                  following deposit in the mail, postage prepaid, whichever
                  first occurs. Either party may by notice to the other specify
                  a different address for notice purposes except that, upon
                  Tenant's taking possession of the Premises, the Premises shall
                  constitute Tenant's address for notice purposes. A copy of all
                  notices required or permitted to be given to Landlord
                  hereunder shall be concurrently transmitted to such party or
                  parties at such addresses as Landlord may from time to time
                  hereafter designate notice to Tenant.

         21.3     Holding Over.
                  ------------

                  If Tenant, with Landlord's consent, remains in possession of
                  the Premises or any part thereof after the expiration of the
                  term hereof, such occupancy shall be a tenancy from month to
                  month upon all the provisions of this Lease pertaining to the
                  obligations of Tenant, except that the rent payable shall be
                  one hundred twenty-five percent (125%) of the rent payable
                  immediately preceding the termination date of the Lease, and
                  all options, if any, granted under the terms of this Lease
                  shall be deemed terminated and be of no further effect during
                  said month to month tenancy.

         21.4     Severability.
                  ------------

                  The invalidity of any provision of this Lease as determined by
                  a court of competent jurisdiction shall in no way affect the
                  validity of any other provision hereof.

         21.5     Auctions.
                  --------

                  Tenant shall not conduct, nor permit to be conducted, either
                  voluntarily or involuntarily, any auction upon the Premises of
                  the Common Areas without first having obtained Landlord's
                  prior written consent. Notwithstanding anything to the
                  contrary in the Lease, Landlord shall not be obligated to
                  exercise any standard of reasonableness in determining whether
                  to grant such consent. The holding of any auction on the
                  Premises or Common Areas in violation of this paragraph shall
                  constitute a material default of this Lease.

         21.6     Signs.
                  -----

                  Tenant shall not place any sign upon the Premises or the
                  Office Building without Landlord's prior written consent.
                  Under no circumstances shall Tenant place a sign on any roof
                  of the Office Building.

         21.7     Consents.
                  --------

                  Except for paragraphs 22.5 (Auctions) and 22.6 (Signs) hereof,
                  wherever in this Lease the consent of one party is required to
                  an act of the other party, such consent shall not be
                  unreasonably withheld or delayed.

         21.8     Security Measures.
                  -----------------

                  Tenant hereby acknowledges that Landlord shall have no
                  obligation whatsoever to provide guard service or other
                  security measures for the benefit of the Premises or the
                  Office Building. Tenant assumes all responsibility for the
                  protection of Tenant, its employees, agents and invitees and
                  the property of Tenant and of Tenant's agents and invitees and
                  employees from acts of third parties.

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<PAGE>

         21.9     Conflict.
                  --------

                  Any conflict between the printed provisions, Exhibits or
                  Addenda of the Lease and the typewritten or handwritten
                  provisions, if any, shall be controlled by the typewritten or
                  handwritten provisions.

         21.10    Multiple Parties.
                  ----------------

                  If more than one person or entity is named as either Landlord
                  or Tenant herein, except as otherwise expressly provided
                  herein, the obligations of the Landlord or Tenant herein shall
                  be the joint and several responsibility of all persons or
                  entities named herein as such Landlord or Tenant,
                  respectively.

         21.11    Liens.
                  -----

                  Tenant shall not permit any mechanics', materialmen's or other
                  liens to be filed against the real property of which the
                  Premises form a part or against the Tenant's leasehold
                  interest in the Premises. The Landlord shall have the right at
                  all reasonable times to post and keep posted on the Premises
                  any notices that it deems necessary for protection from such
                  liens. If any such liens are filed, Landlord may, without
                  waiving its rights and remedies based on such breach by Tenant
                  and without releasing Tenant from any obligations, cause such
                  liens to be released by any means it shall deem proper,
                  including payment in satisfaction of the claim giving rise to
                  such lien. Tenant shall pay to Landlord at once, without
                  notice or demand, any sum paid by Landlord to remove such
                  liens, together with interest at the rate of ten percent (10%)
                  per annum from the date of payment by Landlord.

         21.12    Successors and Assigns.
                  ----------------------

                  This Lease and all of the covenants and conditions herein
                  contained shall be binding upon and shall inure to the benefit
                  of the heirs, executors, administrators, assigns and other
                  successors in interest (to the extent permitted under this
                  Lease) of each of the parties.

         21.13    Captions.
                  --------

                  The title or captions in this Lease are for reference purposes
                  only and have no effect upon the construction or
                  interpretation of any part hereof. The use herein of the
                  singular includes the plural and vice versa, and the use
                  herein of the neuter gender includes the masculine and the
                  feminine and vice versa, whenever and wherever the context so
                  requires.

         21.14    Authority.
                  ---------

                  If Tenant is a corporation, each individual executing this
                  Lease on behalf of said corporation represents and warrants
                  that he is duly authorized to execute and deliver this Lease
                  on behalf of said corporation, in accordance with a duly
                  adopted resolution of the Board of Directors of said
                  corporation or in accordance with the by-laws of said
                  corporation, and that this Lease is binding upon said
                  corporation in accordance with its terms.

         21.15    Time.
                  ----

                  Time is of the essence in the performance of all obligations
                  under this Lease.

         21.16    Entire Agreement.
                  ----------------

                  This Lease sets forth the entire understanding between
                  Landlord and Tenant with respect to all matters referred to
                  herein, and the provisions hereof may not be changed or
                  modified except by an instrument in writing signed by both
                  Landlord and Tenant. Tenant acknowledges that, in executing
                  and delivering this Lease, it is not relying on any verbal or
                  written understanding, promise or representation outside the
                  scope of this Lease and not described or referred to herein.

         21.17    Effectiveness.
                  -------------

                  Delivery of this Lease, duly executed by Tenant, constitutes
                  an offer to lease the Premises as herein set forth, and under
                  no circumstances shall such delivery be deemed to create an
                  option or reservation to lease the Premises for the benefit

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<PAGE>

                  of Tenant. This Lease shall become effective and binding only
                  upon execution hereof by Landlord and delivery of a signed
                  copy to Tenant.

         21.18    Brokers.
                  -------

                  Tenant warrants that it has had no dealings with any real
                  estate broker or agent in connection with the negotiation of
                  the Lease excepting only______________________________________
                  ______________________________________________________________
                  And that it knows of no other real estate broker or agent who
                  is entitled to a commission in connection with this Lease.
                  Tenant agrees to indemnify Landlord and hold Landlord harmless
                  from and against any and all claims, demands, losses,
                  liabilities, lawsuits, judgments, and costs and expenses
                  (including without limitation reasonable attorney's fees) with
                  respect to any leasing commission or equivalent compensation
                  alleged to be owing on account of Tenant's dealings with any
                  real estate broker or agent other than that specified herein.


22.      Hours of Operation.
         ------------------

         Tenant shall not be obligated to occupy the Premises on Saturdays,
         Sundays or any day this is recognized as a holiday for federal or state
         chartered banks. Tenant shall not be required to be open to the public
         except during the hours, on Tenant's business days, as Tenant shall
         prescribed for the conduct of its business. Tenant shall have access to
         the Premises and parking areas 24 hours per day, seven days per week.

23.      Telecommunications.
         ------------------

         Tenant shall have the right to use, without charge: all raceways,
         conduit, risers, pull-boxes, cabling, cross-connect panels, points of
         entry, and associated fixtures, improvements and equipment to access
         Tenant's telecommunications providers.

24.      Quiet Possession.
         ----------------

         So long as Tenant observes and performs all of the covenants,
         conditions and agreements of this Lease on its part to be observed and
         performed, including the payment of rent and all other sums due
         hereunder, Tenant shall peaceably and quietly hold and enjoy the
         Premises against Landlord and all persons claiming by, through or under
         Landlord, for the term herein described.


IN WITNESS WHEREOF, this Lease has been executed as of the date set forth at the
beginning hereof.


LANDLORD                                    TENANT   Service 1st Bank

By   /s/ RANDALL E. NAHAS                   By  /s/ JOHN O. BROOKS
    ------------------------------              --------------------------------
Its  President                              Its  Chairman / CEO
    ------------------------------              --------------------------------

By                                          By
    ------------------------------              --------------------------------
Its                                         Its
    ------------------------------

Date:  4/1/03                               Date:  3/27/03
     -----------------------------               -------------------------------

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<PAGE>

                                [GRAPHIC OMITTED]

                                 CASTRO VILLAGE
                                 SHOPPING CENTER


                                Demised Premises
                            Approximately 840 sq. ft.



                                       78
<PAGE>

                                    EXHIBIT D
                                    ---------


                    RIGHT TO ARBITRATION OF SPECIFIED ISSUES


         Landlord and Tenant desire to avoid litigation concerning certain
specified disputes or controversies arising out of this Lease and to avoid the
costs, time and inconvenience incident thereto. The parties agree that disputes
or controversies concerning maintenance of common areas, shopping center rules,
Merchants' Association actions or procedures, tenants' use of premises, tenants'
maintenance and decor of premises, distribution of condemnation awards, consents
to lease assignment, and parking regulations and any other disputes or
controversies as may be mutually agreed by the Landlord and Tenant shall be
submitted to arbitration. Either party may demand such arbitration in writing
within 30 days after the dispute or controversy arises, which demand shall
include the name of the arbitrator appointed by the party demanding arbitration
together with a statement of the matter in controversy. Within 15 days after
such demand, the other party shall name its arbitrator or, in the default
thereof, the controversy shall be arbitrated by the arbitrator first named. The
two arbitrators so selected shall name a third arbitrator within 15 days after
the designation of the two selected arbitrators. All arbitrators designated by
the parties, and by the two initial designated arbitrators, shall be members of
the Southern Alameda County Board of Realtors.

         The arbitration hearing shall be conducted by the third arbitrator
within 15 days' notice to the parties. The arbitrator shall not be obligated to
follow the laws of evidence of the State of California in receiving evidence.

         The arbitration award shall be rendered within 15 days of the date of
arbitration. The award shall be final and binding on all parties to the
proceeding and, upon application of either party, a judgment on such award may
be entered by either party in the State court having jurisdiction.

         Neither party shall have the right to arbitrate disputes involving
payment or nonpayment of rent, or calculation thereof, or representations
alleged to be made in connection with the execution of this lease agreement, or
the alteration, recision or other modification of this agreement or any matters
which could be litigated in an unlawful detainer proceeding.


LANDLORD                                    TENANT

/s/ RANDALL E. NAHAS                        /s/ JOHN O. BROOKS CEO
------------------------------              ------------------------------------
                                            Service 1st Bank
                                            ------------------------------------

                                       79
<PAGE>

                                    RIDER #1
                                    --------


OPTION TO RENEW
---------------

Lessor grants to Lessee Five (5) one (1) year options to renew this Lease,
exercisable by Lessee giving Lessor ninety (90) days prior written notice to
Lessor of Lessee's intention to renew, providing Tenant is in good standing with
the R. T. Nahas Company and has not been in violation of any of the terms of
said Lease during the previous Lease Period. The rent for each option period
shall be determined by the Consumer Price Index.


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